1. Missing the independence of being self-employed, Jessie Muddle leaves her job as in-house counsel and re-establishes her own law practice, J MUDDLE @ LAW.
2. Muddle's former client Trubble recommends her to his friend Tino Fuzzie, who wishes to claim $90,000 against his former business partner, Derek Bo. Fuzzie goes to see Muddle with the relevant papers.
3. At the outset, Fuzzie tells Muddle that he does not have "that much money" to pay for legal costs and asks her whether she is prepared to accept his case on a "no-win, no-charge" basis. Muddle raises her right eyebrow and tells Fuzzie that it will depend on the strength of his case.
4. Muddle asks Fuzzie whether he can pay a deposit of $2,000 for her to go through his documents and advise him on his prospects of success. She tells him that if she decides to take up his case, she will use part of the deposit towards disbursements and the balance towards costs on a "conditional costs" arrangement, i.e., unless he wins a certain minimum amount, he will not have to pay her any further costs.
5. Fuzzie does not quite follow what Muddle means, as he has never heard of a "conditional cost arrangement," but agrees anyway, as Trubble has highly recommended her. On receiving the $2,000 deposit, Muddle tells Fuzzie that she will peruse his papers and tells him to come back in a week.
6. The following week, Fuzzie meets Muddle again.
   1. Muddle tells Fuzzie that she thinks he has a 50-50 chance.
   2. Muddle also tells Fuzzie that despite the odds, if he is prepared to bear the first $5,000 of her costs, she will take up his case on a "no win, no charge" basis as to the rest of her costs.
   3. Muddle asks Fuzzie the minimum amount he is prepared to settle for and he tells her $70,000. She suggests that he should claim double and let the other side bargain down to the amount that he is prepared to accept.
   4. Muddle also tells Fuzzie that if he succeeds in getting $70,000 or more, she wants a bonus of 10%. Fuzzie agrees.
7. Muddle tells Fuzzie that she will prepare a retainer agreement and give it to him. She does not provide him with any other document.

Question 1

Discuss Muddle's conduct with reference to the relevant provisions under Part 4.3, Divisions 1 and 3, of the Uniform Law.

Part B: Further facts

1. A few days later, Muddle prepares a "Retainer Agreement" and sends it to Fuzzie with a cover note.
2. In the accompanying cover note, Muddle suggests to Fuzzie that he think about it and just pay the additional $3,000 if he accepts the terms of the "Retainer Agreement".
3. After 5 days, Fuzzie pays the $3,000 and sends Bungle a text message saying that he wants her to go ahead with his claim.
4. The "Retainer Agreement" is signed and dated by Muddle as principal ofJ MUDDLE @ LAW .
5. The contents of the "Retainer Agreement" are reproduced below:
   1. [caption] RETAINER AGREEMENT FOR PROPOSED CLAIM AGAINST DEREK BO
   2. [opening paragraph] We confirm your instructions that you wish to make a claim against Mr Derek Bo. We set out below the terms of our retainer for your consideration.
   3. [clause 1] 1. Engagement: Our engagement is on a "no-win, no charge" basis, subject to Clauses 2, 3 and 5(b) below.
   4. [clause 2] 2. Professional fees: The first $5,000 of our professional fees are payable by you regardless of the outcome of your claim.
   5. [clause 3] 3. Disbursements: All disbursements are payable by you.
   6. [clause 4] 4. Minimum sum for claim: You wish to claim a sum of $140,000 against Mr Derek Bo but are prepared to accept a minimum of $70,000 excluding costs (the minimum sum).
   7. [clause 5] 5. Payment of costs:
      1. [sub-clause] (a) Subject to Clauses 2 and 3 above, you do not have to pay our professional fees if you do not succeed in getting an amount equal to or more than the minimum sum specified in Clause 4. In such event, you will only bear the first $5,000 of our professional fees and disbursements under Clauses 2 and 3, respectively.
      2. [sub-clause](b) Should you succeed in getting the minimum sum specified in Clause 4 or more, whether by settlement or court order or judgement, you will pay us the whole of our professional fees and disbursements plus 10% of what you receive as an uplift fee. (Note that by law we are allowed to charge you an uplift fee in a "no-win, no-charge" arrangement as long as it does not exceed 25%.)
   8. [clause 6] 6. Authority to settle: As part of retaining us as your legal representative, you authorise us to settle the matter on such terms as we deem fit in your best interests, as long as the minimum sum in Clause 4 is achieved.
   9. [concluding paragraph] Should you decide to retain us, you may accept the above terms by paying us a sum of $3,000 towards our costs within the next 5 business days.

Question 2

Discuss the "Retainer Agreement" with reference to the relevant provisions under Part 4.3, Division 4 of the Uniform Law.